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ESSENTIAL FACT
CONSORCIO FINANCIERO S.A.
Registration Registry of Securities N*1103
Santiago, April 27, 2022
Mrs.
Solange Berstein Jáuregui
President
Financial Market Commission
Av. Libertador Bernardo O’Higgins 1449, Santiago
Present
Ref: Communicate Essential Facts
From our consideration:
In accordance with the provisions of article 9″ and paragraph 2″ of article 10″ of the Law
N218.045 on Securities Market, we report as Essential Facts of Consorcio
Financiero S.A. (the “Company”), the following:
1. On April 26, 2022, at 1:00 p.m., the Ordinary Meeting of
Shareholders of the Company, which was attended by one hundred percent of the issued shares
with the right to vote and in which the following was agreed:
to. Approve the Report, Balance Sheet, Financial Statements and Report of the
External Auditors corresponding to the year 2021.
b. Distribute as a dividend the sum of $ 120,000,000,000, which represents
$832.8323 per share, dividend to be paid effective May 4, 2000
2022, to shareholders registered in the respective registry on the fifth business day
prior to that date.
c. Ratify the provisional dividend of $50,000,000,000 approved by the Board of Directors
of the Society in session of November 24, 2021 and which was paid on November 10, 2021
December 2021. In this way, the total distribution of dividends by the
Fiscal year 2021, is $ 170,000,000,000, equivalent to 49.88% of the profit of the
fiscal year and at $1,179.8457 per share.
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d. Approve the dividend distribution policy for the year 2022, corresponding
to 30% of the net profits of the year.
e. Elect as members of the Board of Directors of the Company, for a term of three years,
Marcos Búchi Buc, Bonifacio Bilbao de Raadt, Eduardo Fernández
Mac-Auliffe, José Antonio Garcés Silva, Juan Hurtado Vicuña, Pedro Hurtado
Vicuña, Ramiro Mendoza Zúñiga, Sergio Restrepo Isaza and Felipe Silva Méndez.
f. Approve the remuneration of the Board of Directors for the year 2022.
g. Appoint PricewaterhouseCoopers Consultores Auditores SpA as auditors
external to examine the accounting and financial statements during the
year corresponding to the year 2022.
h. Designate as Risk Classifiers of the publicly offered securities issued
by the Company to the companies Feller Rate Clasificadora de Riesgo Limitada and
Fitch Chile Risk Rating Company Limited.
i. Approve the account of related operations during the year 2021.
j. Determine that the publications of summons to meetings of shareholders and others
social publications that proceed will be made in the electronic newspaper El
Libero.
We inform the President that the Annual Report 2021 is
available on the consorcio.cl/memorias site and which has also been sent to the Commission
for the Financial Market through the SEIL system. The detail of the agreements taken
in the Meeting will be recorded in the respective minutes, which will be sent in a timely manner giving
Compliance with applicable regulations.
At the regular meeting of the Board of Directors, held on the same date, it was agreed:
to. To unanimously appoint Mr. Marcos Búchi Buc as Chairman of the Board of Directors.
of the Society.
b. To designate Mr. Marcos Búchi Buc, Mr. Ramiro Mendoza Zúñiga and Mr. Sergio
Restrepo Isaza as members of the Audit Committee, Corporate Governance
and Retention of Talent from the Society.
The Company has taken note of the agreement reached by its shareholders
majority P€:S S.A. (Grupo Hurtado Vicuña) and Banvida S.A. (Grupo Fernández León and
Garcés Silva) together with Sociedad de Inversiones y Asesorías PCGO Ltda. (controlled by the
General Manager of the Company, Mr. Patricio Parodi Gil), to acquire International
Finance Corporation and Calverton Spain S.L. fifty percent of their stake
in Consorcio Financiero S.A., equivalent to 4.12% of the issued shares, for a
Total of $ 73,476,679,058, transaction that will be made through sale and payment to the
Counted on June 29, 2022.
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The other agreements established in the Shareholders’ Agreement of the Company signed with
Dated May 27, 2016, they remain fully in force.
In this way, once the indicated transaction has materialized, the shareholder composition
of the Company will be as follows: Banvida S.A. 43.95%; P€S S.A. 43.95%; BP S.A. 5.61%;
IFC 2.94%; Tobalaba and El Bosque Investment Fund 2.11%; Calverton Spain S.L. 1.18% and
Sociedad de Inversiones y Asesorías PCGO Limitada 0.26%.
Without another pro he says goodbye attentively,
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PatricioParodi Gil
General Manager
Consorcio Financiero S.A.
cc. Santiago Stock Exchange
Electronic Stock Exchange of Chile
Risk Classifiers
Bondholder Representative
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=f6c0ddb19918ed9269b3bfbade76e8f7VFdwQmVVMXFRVEJOUkVVeVRXcEZOVTFSUFQwPQ==&secuencia=-1&t=1682376108